Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
REILLY PAUL J
 2. Issuer Name and Ticker or Trading Symbol
ARROW ELECTRONICS INC [ARW] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP & Chief Financial Officer
(Last)
(First)
(Middle)

ARROW ELECTRONICS, INC., 50 MARCUS DRIVE		 3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2004
(Street)


MELVILLE, NY 11747		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Reporting
(check applicable line)

_X_ Form Filed by One Reporting Person
___ Form Filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
Common Stock (1)             35,000 D  
Common Stock             2,750.165 I Held in the Company's Employee Stock Ownership Plan.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 2270 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $ 20.9375           02/13/1997 02/13/2006 Common Stock
6,000
  6,000
D
 
Employee Stock Option (right to buy) $ 26.0625           12/13/1997 12/13/2006 Common Stock
6,000
  6,000
D
 
Employee Stock Option (right to buy) $ 32.25           12/18/1998 12/18/2007 Common Stock
3,500
  3,500
D
 
Employee Stock Option (right to buy) $ 15.4375           03/03/2000 03/03/2009 Common Stock
4,000
  4,000
D
 
Employee Stock Option (right to buy) $ 20.375           12/15/2000 12/15/2009 Common Stock
7,500
  7,500
D
 
Employee Stock Option (right to buy) $ 25.85           02/21/2002 02/21/2011 Common Stock
7,500
  7,500
D
 
Employee Stock Option (right to buy) $ 22.5           10/08/2002 10/08/2011 Common Stock
7,500
  7,500
D
 
Employee Stock Option (right to buy) $ 26.45           02/27/2003 02/27/2012 Common Stock
10,000
  10,000
D
 
Employee Stock Option (right to buy) $ 13.85           02/27/2004 02/27/2013 Common Stock
10,000
  10,000
D
 
Employee Stock Option (right to buy) $ 24.6           02/27/2005 02/27/2014 Common Stock
10,000
  10,000
D
 

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
REILLY PAUL J
ARROW ELECTRONICS, INC.
50 MARCUS DRIVE
MELVILLE, NY 11747		       VP & Chief Financial Officer  

Signatures

Lori McGregor Attorney-in-fact 02/08/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Includes shares subject to the vesting provisions of the Company's Restricted Stock Plan.

Note: File three copies of this Form, one of which must be manually signed. If space provided is insufficient, see Instruction 6 for procedure.

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